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Buying or selling a business is the biggest deal you'll make. Get the legal side right.

We represent buyers and sellers of small and mid-size businesses through every
phase of the transaction — from initial LOI through closing and post-closing
obligations. Whether it's an asset purchase, equity deal, or membership interest
transfer, we structure transactions that protect your interests and actually get to
the finish line.

BUY-SIDE

Acquiring a Business

Whether you're buying your first business or adding to a portfolio, we handle the legal due diligence, deal structuring, and documentation to make sure what you're buying is actually what you think it is — and that the terms protect you after the ink dries.

  • Letters of intent & term sheets

  • Legal & regulatory due diligence

  • Asset vs. equity purchase structuring

  • Purchase agreement drafting & negotiation

  • Membership interest transfers

  • Escrow & earnout arrangements

  • Lease assignments & real estate transfers

  • Regulatory & license transfer approvals

  • Employment & non-compete agreements

  • Post-closing transition support

SELL-SIDE

Selling Your Business

Selling a business you've built is a high-stakes moment. We help sellers prepare for the transaction, negotiate from a position of strength, and close on terms that reflect the real value of what they've created — while minimizing post-closing exposure.

  • Sale preparation & legal readiness review

  • Business valuation support

  • Deal structuring & tax considerations

  • Purchase agreement review & negotiation

  • Disclosure schedules & representations

  • Non-compete & transition agreements

  • Regulatory & license transfer coordination

  • Escrow & holdback negotiation

  • Seller financing documentation

  • Post-closing obligation management

THE DEAL LIFECYCLE

From first conversation to final closing — here's how we move a deal forward.

01

LOI & Term Sheet

We draft or review the letter of intent to make sure the key business terms — price, structure, contingencies — are locked in before the heavy legal work begins.

02

Due Diligence

We dig into the legal, regulatory, and contractual details of the target business — identifying risks, liabilities, and deal-breakers before you're committed.

03

Deal Structuring

Asset purchase or equity deal? Staged payments or lump sum? Earnouts? We structure the transaction to optimize your position from a legal, tax, and regulatory standpoint.

04

Documentation

We draft and negotiate the purchase agreement, ancillary documents, disclosure schedules, and all supporting paperwork — leaving nothing to chance.

05

Closing & Beyond

We coordinate the closing, ensure all conditions are satisfied, manage escrow and regulatory approvals, and stay involved through any post-closing transition obligations.

WHY WORK WITH US

We're not a big firm that treats your deal like a file number. We're in it with you.

Buying or selling a business is personal. It's usually the largest financial transaction our clients will ever be involved in, and the stakes go beyond money — it's their livelihood, their employees, their reputation. We treat every deal that way.

Because we also serve as outside general counsel for many of our clients, we often know the business, the contracts, and the operational landscape before a deal even hits the table. That context makes us faster, sharper, and better positioned to protect your interests than a firm that's meeting you for the first time at the LOI stage.

Deal Experience Across Industries

Cannabis, hospitality, professional services, retail, tech — we've closed deals across a range of industries and know where the landmines are in each.

Regulatory Navigation

In regulated industries like cannabis, a deal doesn't close when the papers are signed — it closes when the regulators approve it. We manage that entire process.

Direct Attorney Involvement

Your deal isn't getting handed off to a junior associate. You work directly with experienced counsel who knows your business and your goals.

We Close Deals

Some lawyers over-negotiate and kill deals. We're deal-makers — focused on getting you to closing on the best possible terms, not running up billable hours.